Dave Girouard - Sep 1, 2021 Form 4 Insider Report for Upstart Holdings, Inc. (UPST)

Signature
/s/ Christopher Ing, by power of attorney
Stock symbol
UPST
Transactions as of
Sep 1, 2021
Transactions value $
-$30,998,113
Form type
4
Date filed
9/3/2021, 08:33 PM
Next filing
Oct 5, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction UPST Common Stock Sale -$3.51M -15.7K -8.79% $223.81* 163K Sep 1, 2021 Direct F1, F2, F3, F4, F5
transaction UPST Common Stock Sale -$8.34M -37.1K -22.83% $224.57* 126K Sep 1, 2021 Direct F1, F5, F6
transaction UPST Common Stock Sale -$7.8M -34.6K -27.53% $225.62* 91K Sep 1, 2021 Direct F1, F5, F7
transaction UPST Common Stock Sale -$6.65M -29.3K -32.26% $226.63* 61.6K Sep 1, 2021 Direct F1, F5, F8
transaction UPST Common Stock Sale -$1.82M -8K -12.99% $227.35* 53.6K Sep 1, 2021 Direct F1, F5, F9
transaction UPST Common Stock Sale -$68.4K -300 -0.56% $228.14* 53.3K Sep 1, 2021 Direct F1, F5, F10
transaction UPST Common Stock Sale -$133K -593 -0.06% $223.51* 999K Sep 1, 2021 See Footnote F11, F12, F13
transaction UPST Common Stock Sale -$280K -1.25K -0.12% $224.41* 998K Sep 1, 2021 See Footnote F11, F13, F14
transaction UPST Common Stock Sale -$570K -2.53K -0.25% $225.62* 996K Sep 1, 2021 See Footnote F11, F13, F15
transaction UPST Common Stock Sale -$381K -1.68K -0.17% $226.76* 994K Sep 1, 2021 See Footnote F11, F13, F16
transaction UPST Common Stock Sale -$45.5K -200 -0.02% $227.45* 994K Sep 1, 2021 See Footnote F11, F13, F17
transaction UPST Common Stock Sale -$106K -473 -0.05% $223.37* 1M Sep 1, 2021 See Footnote F18, F19, F20
transaction UPST Common Stock Sale -$369K -1.64K -0.16% $224.50* 998K Sep 1, 2021 See Footnote F18, F20, F21
transaction UPST Common Stock Sale -$495K -2.2K -0.22% $225.65* 996K Sep 1, 2021 See Footnote F18, F20, F22
transaction UPST Common Stock Sale -$349K -1.54K -0.15% $226.65* 994K Sep 1, 2021 See Footnote F18, F20, F23
transaction UPST Common Stock Sale -$90.9K -400 -0.04% $227.34* 994K Sep 1, 2021 See Footnote F18, F20, F24
holding UPST Common Stock 200K Sep 1, 2021 See Footnote F25
holding UPST Common Stock 9.47M Sep 1, 2021 See Footnote F26, F27
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 28, 2021.
F2 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $223.11 to $224.10. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2), footnotes (6) through (10), footnote (12), footnotes (14) through (17), footnote (19), and footnotes (21) through (24) to this Form 4.
F3 Immediately prior to the sale by the Reporting Person of an aggregate of 125,000 shares of Common Stock, the 2008 D&T Girouard Revocable Trust, for which the Reporting Person serves as Trustee (the "Girouard Revocable Trust"), transferred 125,000 shares of Common Stock to the Reporting Person.
F4 Includes a total of 65 shares received pursuant to pro rata distributions in June 2021 and August 2021 from Kleiner Perkins Caufield & Byers XV, LLC, of which the Reporting Person is a member. The acquisition of such shares was exempt pursuant to Rule 16a-9.
F5 Certain of these securities are restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of Common Stock, subject to the applicable vesting schedule and conditions of each RSU.
F6 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $224.11 to $225.10.
F7 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $225.11 to $226.10.
F8 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $226.11 to $227.10.
F9 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $227.11 to $228.00.
F10 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $228.13 to $228.14.
F11 The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on May 28, 2021 by the JRG 2020 EXEMPT GIFT TRUST, dated October 19, 2020.
F12 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $223.00 to $223.83.
F13 These shares are held by Tristen Baird Willard, as trustee of the JRG 2020 EXEMPT GIFT TRUST, dated October 19, 2020.
F14 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $224.09 to $225.00.
F15 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $225.09 to $226.05.
F16 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $226.25 to $227.05.
F17 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $227.39 to $227.50.
F18 The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on May 28, 2021 by the TMG 2020 EXEMPT GIFT TRUST, dated October 19, 2020.
F19 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $223.00 to $223.975.
F20 These shares are held by Tristen Baird Willard, as trustee of the TMG 2020 EXEMPT GIFT TRUST, dated October 19, 2020.
F21 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $224.09 to $225.00.
F22 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $225.09 to $226.01.
F23 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $226.16 to $227.00.
F24 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $227.24 to $227.50.
F25 These shares are held by David J. Girouard, as trustee of the Girouard 2020 GRAT, dated October 19, 2020.
F26 These shares are held by the Girouard Revocable Trust.
F27 Immediately prior to the sale by the Reporting Person of an aggregate of 125,000 shares of Common Stock, the Girouard Revocable Trust transferred 125,000 shares of Common Stock to the Reporting Person.